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Preferred Share Description
Canadian Western Bank Group (CWB.PR.C) **New Issue**
6.00% Non-Cumulative, Redeemable, Rate-Reset, NVCC*, 1st Preferred Shares Series 9
Prospectus - January 22, 2019
DBRS Credit Update: November 29, 2018 - DBRS confirmed the ratings of Canadian Western Bank, including the Bank’s Long-Term Issuer Rating at A (low) and Short-Term Issuer Rating at R-1 (low). NVCC Preferred share credit rating is confirmed at Pfd-3. The trend on all ratings is Stable.
The Bank’s Intrinsic Assessment of A (low) and Support Assessment of SA3 are unchanged. The SA3 designation, which reflects no expectation of timely external support, results in the final rating being equivalent to the Intrinsic Assessment.
* Important Note: NVCC is short for Non-Viability Contingent Capital and it refers to the issuer's ability to convert the preferred shares into common shares if a "Trigger Event" occurs. See "Convertible by Company" section of the prospectus for the definition of a trigger event.
Trading Note: The shares are expected to begin trading on or about January 29, 2019.
- DBRS Rating
- Pfd-3 - Stable Trend
- DBRS Rating Date
- Shares Issued
- Issued Date
- Shares O/S
- O/S Date
- $1.50 per share per year
- Dividend Dates
- Payable on the last day of January, April, July and October
- Dividend Details
- The Series 9 dividend is fixed at $1.50 per year until April 30, 2024. On April 30, 2024, and on April 30th every 5 years thereafter, the annual dividend rate will be reset to a rate that equals the sum of the 5-year Government of Canada Bond Yield (GCAN5YR) plus 4.04%.
- The shares are not redeemable by the company prior to April 30, 2024. On April 30.2024 and on April 30th every five years thereafter, the company may redeem the shares at $25.00 per share.
- On April 0. 2024 and on April 30th every five years thereafter holders of the Series 9 preferred shares will have the right to convert their shares into an equal number of Series 10 Floating-Rate (NVCC) preferred shares. The Series 10 Floating-Rate shares will calculated and pay, quarterly, a dividend equal the sum of the Government of Canada 3-month Treasury Bill Rate plus 4.04%. In addition, holders of the Series 10 Floating-Rate preferred shares will have the right to convert their shares into an equal number of Series 9 Rate Reset preferred shares on April 30, 2029 and on April 30th every five years thereafter.
- Lead Underwriter(s)
- National Bank Financial, BMO Capital Markets
- Transfer Agent
- Valiant Trust Company
- Valiant Trust Company
- Dividend Reinvestment Plan
- Series 9 preferred shareholders are eligible to participate in the company's DRIP plan. Preferred share dividends can be directed to purchase common shares of Canadian Western Bank Group. See the company's website for additional details. http://www.cwb.com/investor-relations/common-shareholder-information
- Convertible by Company
- Upon the occurrence of a "Trigger Event", each outstanding Preferred Share Series 9 and, if issued, each outstanding Preferred Share Series 10, will automatically and immediately be converted, without the consent of the holders thereof, into that number of fully-paid common shares of the Bank determined by dividing $25.00 plus any declared but unpaid dividends in respect of such Preferred Shares Series 9 or Preferred Shares Series 10 by the Conversion Price. The “Trigger Event” has the meaning as set out in the Office of the Superintendent of Financial Institutions Canada, Guideline for Capital Adequacy Requirements, Chapter 2 - Definition of Capital, effective January 1, 2013, as such term may be amended or superseded by OSFI from time to time.
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